Best Firms to Exit into Public Co In-House Roles Forum

[lurkinassociate]

What firms actually give you the best springboard into public company corporate roles that can lead to promotions to AGC, DGC and GC or CLO down the road? Firms don’t really advertise their public company representation though some firms have a practice group. So leaving aside the V3 firms, is it certain V10s or more the CA tech-friendly firms doing the IPOs?

[kaiser]

Its not going to be based on which specific firm you worked for, but the practical experience you have. Companies may generally want to err on the side of people who worked for major law firms, but its almost never going to be parsing one firm vs. the next. Thats essentially irrelevant in the context of in-house hiring. Its all about what you did, client counseling experience, industry exposure, why in-house is right for you, etc.

[Anonymous User]

Skadden comes to mind

[lurkinassociate]

Its not going to be based on which specific firm you worked for, but the practical experience you have. Companies may generally want to err on the side of people who worked for major law firms, but its almost never going to be parsing one firm vs. the next. Thats essentially irrelevant in the context of in-house hiring. Its all about what you did, client counseling experience, industry exposure, why in-house is right for you, etc.

Thanks for the response. If ideally one would want a corporate counsel role at a growth company where the equity might be worth something, does it make sense to move to a firm with those clients or just try to take on work from other groups at current strong firm to broaden skills across M&A, cap markets, securities, etc.? I feel like skills growth has been stagnating hard as a midlevel doing the same things over and over for 2500 hours so don’t know how to boost my qualifications or accelerate a move in house other than wait another 1-2 years until I have 5-8 years experience or move to a new firm and maybe new practice area.

[Zhuangyuan Kang]

Its not going to be based on which specific firm you worked for, but the practical experience you have. Companies may generally want to err on the side of people who worked for major law firms, but its almost never going to be parsing one firm vs. the next. Thats essentially irrelevant in the context of in-house hiring. Its all about what you did, client counseling experience, industry exposure, why in-house is right for you, etc.

I would like to believe that firm brand name does not matter for in-house, but I mean the top firms do appear to be overrepresented when looking at those who land these kinds of positions.

Like, the GCs of Goldman Sachs, JPMorgan, Sequoia, Moelis, and Evercore all hail from the same firm-- Sullivan & Cromwell. Apple GC comes from Sidley. Morgan Stanley GC from Davis Polk and Lazard's from Cravath, etc. Not everyone comes from V20, of course, but spend a few minutes googling and you'll see a clear pattern.

And IMO the pattern is strong enough to suggest that the firm name is doing some of the work. V20 firms only comprise a small minority of all Biglaw lawyers, so if public companies were truly agnostic to law firms for in-house, it would be pretty unlikely to see the distribution that is observed.

[Anonymous User]

If you're talking a public co. bank (like Goldman, MS, JPM), then one of the top white shoe firms in NY that does a lot of bank regulatory work (Cravath, S&C, etc.) or a capital markets heavy firm like DPW is going to be your best bet.

If you're talking a tech company (that isn't FAANG, like Peloton or AirBNB), then I would bet Fenwick or WSGR are best. In general, I think having a relationship with one of these companies or having a partner with a relationship who will vouch for you is your best bet. Fenwick and WSGR probably rep the most public co tech players, although Latham, Goodwin, Cooley, Orick, MoFo and a few others have long rosters of interesting clients. And a pre-existing relationship isn't necessarily required - a lot of people have left my firm for interesting tech firms that we don't rep. Same things goes for life sciences, although I would bet Goodwin and Latham are best on that front.

Otherwise, your practice area will drive a lot of this. Having a securities heavy practice sets you up to be a securities/compliance person at a lot of in-house gigs. Tech transactions (like licensing deals) sets you up for commercial counsel, etc.

[Anonymous User]

If you're talking a public co. bank (like Goldman, MS, JPM), then one of the top white shoe firms in NY that does a lot of bank regulatory work (Cravath, S&C, etc.) or a capital markets heavy firm like DPW is going to be your best bet.

If you're talking a tech company (that isn't FAANG, like Peloton or AirBNB), then I would bet Fenwick or WSGR are best. In general, I think having a relationship with one of these companies or having a partner with a relationship who will vouch for you is your best bet. Fenwick and WSGR probably rep the most public co tech players, although Latham, Goodwin, Cooley, Orick, MoFo and a few others have long rosters of interesting clients. And a pre-existing relationship isn't necessarily required - a lot of people have left my firm for interesting tech firms that we don't rep. Same things goes for life sciences, although I would bet Goodwin and Latham are best on that front.

Otherwise, your practice area will drive a lot of this. Having a securities heavy practice sets you up to be a securities/compliance person at a lot of in-house gigs. Tech transactions (like licensing deals) sets you up for commercial counsel, etc.

Well-put. This is accurate.

[Sackboy]

I think you all are making it more nuanced than it needs to be. If your goal is pubco legal counsel, just join the M&A group of a firm that does a lot of pubco deals. It's that simple. Different firms will have different pubco clients, and some might more present in one sector vs another, but that's all relatively pointless unless you have an undying passion/hatred for certain sectors.

[Anonymous User]

Perkins has a revolving door with some Seattle companies, especially Boeing.

[Anonymous User]

If you're talking a public co. bank (like Goldman, MS, JPM), then one of the top white shoe firms in NY that does a lot of bank regulatory work (Cravath, S&C, etc.) or a capital markets heavy firm like DPW is going to be your best bet.

If you're talking a tech company (that isn't FAANG, like Peloton or AirBNB), then I would bet Fenwick or WSGR are best. In general, I think having a relationship with one of these companies or having a partner with a relationship who will vouch for you is your best bet. Fenwick and WSGR probably rep the most public co tech players, although Latham, Goodwin, Cooley, Orick, MoFo and a few others have long rosters of interesting clients. And a pre-existing relationship isn't necessarily required - a lot of people have left my firm for interesting tech firms that we don't rep. Same things goes for life sciences, although I would bet Goodwin and Latham are best on that front.

Otherwise, your practice area will drive a lot of this. Having a securities heavy practice sets you up to be a securities/compliance person at a lot of in-house gigs. Tech transactions (like licensing deals) sets you up for commercial counsel, etc.

Well-put. This is accurate.

Peloton is/was represented by Fenwick/WSGR/Cooley, Air B&B too, most of the FAANG has active relationships with the West Coast tech firms and recruits heavily from their ranks. WSGR, Fenwick, Orrick, Cooley, etc. are seeing lots of mid-level and senior associates getting recruited by firms that are on the path towards going public. I think the "upside" the OP is looking for comes from joining a company a few years before a liquidity event. The only way to really get stock options to turn into "x multiples of profit" is to get equity at a low price, sell at a high price. Lots of public companies have generous option plans, but companies like Amazon are unlikely to increase 20-30 times in value in the next 5 years. Some growing company, however, could get bought out or go public and everyone who was a part of that gets a nice, tax-friendly reward.

[Anonymous User]

If you're talking a public co. bank (like Goldman, MS, JPM), then one of the top white shoe firms in NY that does a lot of bank regulatory work (Cravath, S&C, etc.) or a capital markets heavy firm like DPW is going to be your best bet.

If you're talking a tech company (that isn't FAANG, like Peloton or AirBNB), then I would bet Fenwick or WSGR are best. In general, I think having a relationship with one of these companies or having a partner with a relationship who will vouch for you is your best bet. Fenwick and WSGR probably rep the most public co tech players, although Latham, Goodwin, Cooley, Orick, MoFo and a few others have long rosters of interesting clients. And a pre-existing relationship isn't necessarily required - a lot of people have left my firm for interesting tech firms that we don't rep. Same things goes for life sciences, although I would bet Goodwin and Latham are best on that front.

Otherwise, your practice area will drive a lot of this. Having a securities heavy practice sets you up to be a securities/compliance person at a lot of in-house gigs. Tech transactions (like licensing deals) sets you up for commercial counsel, etc.

Well-put. This is accurate.

Peloton is/was represented by Fenwick/WSGR/Cooley, Air B&B too, most of the FAANG has active relationships with the West Coast tech firms and recruits heavily from their ranks. WSGR, Fenwick, Orrick, Cooley, etc. are seeing lots of mid-level and senior associates getting recruited by firms that are on the path towards going public. I think the "upside" the OP is looking for comes from joining a company a few years before a liquidity event. The only way to really get stock options to turn into "x multiples of profit" is to get equity at a low price, sell at a high price. Lots of public companies have generous option plans, but companies like Amazon are unlikely to increase 20-30 times in value in the next 5 years. Some growing company, however, could get bought out or go public and everyone who was a part of that gets a nice, tax-friendly reward.

These positions are mostly unicorns (as in extremely rare, not the $1B valuation meaning) and trying to go down this path is just a lottery game. I’ve seen a lot of waterfalls on $1B exits, and GCs often clear about a $1M or so pre-tax. They get shitty employment and equity packages from the buyer and are often quickly pushed out along with the CFO. It’s tough to be a GC and get in real cheap because most companies hire GCs once they’ve rocket shipped a bit (like a $450M pre-money Series C). And GCs just don’t get huge equity offers and aren’t part of the exec team that usually gets huge performance based options.

$1M pre-tax isn’t bad money, but it’s usually in options and subject to ordinary income. And given their counterparts in biglaw are making $2-300K more in cash comp per year as junior partners, you’re lucky to break even with biglaw. And that’s if you hit - for every $1B exit there may be 2-3 that you clear $60K in options payouts and retention bonuses.

[lolwutpar]

I think you all are making it more nuanced than it needs to be. If your goal is pubco legal counsel, just join the M&A group of a firm that does a lot of pubco deals. It's that simple. Different firms will have different pubco clients, and some might more present in one sector vs another, but that's all relatively pointless unless you have an undying passion/hatred for certain sectors.

Based on the job postings I see, it seems like doing pubco rep (i.e. '34 Act work) would be more valuable. Some firms have that as a practice group, most don't (and it's up to you to position yourself to do pubco rep/cap markets/M&A).

[Anonymous User]

In-house pubco attorney here. I agree that it is better to get good at ‘34 Act work. M&A can be helpful but some companies don’t do much M&A and others farm a lot of it out to law firms. All companies do reporting and corporate governance. I also think it’s easier to play catch up on how to negotiate a K than how to stay in compliance with the various SEC/stock exchange rules. Of course it all depends on what the company actually needs.

[Anonymous User]

Also in-house pubco attorney at Bay Area tech co. For corporate/securities roles at pubcos, some combination of 4-5 yrs cap mkts/M&A along with meaningful ‘34 Act experience will position you very well. Being able to articulate that you’ve worked extensively with your client finance, IR, etc. teams and understand the dynamic and role will score you bonus points.

[lurkinassociate]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

[NoLongerALurker]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

At my firm (V20) the finance group basically reviews every K and Q our clients file. Usually like 2nd-4th years.

Relatedly, everyone I know who wanted to go in house by fifth year out of that group did so, very often in positions calling for 34 Act experience.

[Anonymous User]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

I think having that experience (and selling yourself well) will be helpful and I wouldn’t sweat not having extensive K or Q experience (a lot of companies have their finance folks draft Qs and Ks with legal reviewing generally and having direct responsibility over only select parts like risk factors, legal proceedings, exhibits, etc.). Having DEFM14A experience is helpful, but would be great if you can articulate some experience or familiarity with annual meetings, timelines, shareholder proposals, etc. Legal owns that disclosure and process at my company (and the companies I worked for when I was still at a firm).

[lurkinassociate]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

At my firm (V20) the finance group basically reviews every K and Q our clients file. Usually like 2nd-4th years.

Relatedly, everyone I know who wanted to go in house by fifth year out of that group did so, very often in positions calling for 34 Act experience.

Interesting, I’ll have to ask around to see if I can help another group with full reviews of Ks and Qs (hopefully not for SPACs). Thanks!

[lurkinassociate]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

I think having that experience (and selling yourself well) will be helpful and I wouldn’t sweat not having extensive K or Q experience (a lot of companies have their finance folks draft Qs and Ks with legal reviewing generally and having direct responsibility over only select parts like risk factors, legal proceedings, exhibits, etc.). Having DEFM14A experience is helpful, but would be great if you can articulate some experience or familiarity with annual meetings, timelines, shareholder proposals, etc. Legal owns that disclosure and process at my company (and the companies I worked for when I was still at a firm).

I’ve done annual meeting proxies and risk factor sections in S-1s or S-4s, so that’s helpful to know I can speak to some translatable experience there. Also really glad to hear that a lack of K/Q drafting experience isn’t necessarily prohibitive.

[NoLongerALurker]

When you say ‘34 Act experience, is there an expectation that candidates have worked extensively on Ks and Qs? In M&A matters, there’s a fair amount of 8-Ks, proxies, and exchange compliance work, but I’m not drafting quarterly or annual filings for companies. Seems like in-house finance people and paralegals do a lot of the work there

I think having that experience (and selling yourself well) will be helpful and I wouldn’t sweat not having extensive K or Q experience (a lot of companies have their finance folks draft Qs and Ks with legal reviewing generally and having direct responsibility over only select parts like risk factors, legal proceedings, exhibits, etc.). Having DEFM14A experience is helpful, but would be great if you can articulate some experience or familiarity with annual meetings, timelines, shareholder proposals, etc. Legal owns that disclosure and process at my company (and the companies I worked for when I was still at a firm).

I’ve done annual meeting proxies and risk factor sections in S-1s or S-4s, so that’s helpful to know I can speak to some translatable experience there. Also really glad to hear that a lack of K/Q drafting experience isn’t necessarily prohibitive.

When asked about 10-K/10-Q drafting experience, always helpful to point out that Regulation S-K governing the "S" forms and the "K" forms (I assume this is why it's called S-K, but don't actually know), in terms of substantive overlap.